Exhibit
      4.1

    


    
      	
              NUMBER

            	
               

            
	
              U-__________

            	
              UNITS

            


    

    


    SEE
      REVERSE FOR CERTAIN DEFINITIONS

    NEW
      ASIA PARTNERS CHINA CORPORATION

    CUSIP
      140518 200

    UNITS
      CONSISTING OF ONE SHARE OF COMMON STOCK

    AND
      ONE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK

     

    THIS
      CERTIFIES
      THAT _________________________________________________________________ is
      the owner of _________________________________________________________
      Units.

     

    Each
      Unit
      (“Unit”) consists of one (1) share of common stock, par value $0.0001 per share
      (“Common Stock”), of New Asia Partners China Corporation, a Delaware corporation
      (the “Company”), and one warrant (the “Warrant”). Each Warrant entitles the
      holder to purchase one (1) share of Common Stock for $5.00 per share (subject
      to
      adjustment). Each Warrant will become exercisable on the later of (i) the
      Company’s completion of a merger, capital stock exchange, asset acquisition,
      stock purchase, reorganization or other similar business combination and (ii)
      __________, 2009, and will expire unless exercised before 5:00 p.m., New York
      City Time, on ______, 2013, or earlier upon redemption (the “Expiration Date”).
      The Common Stock and Warrants constituting the Units represented by this
      certificate are not transferable separately prior to ______, 2008, subject
      to
      earlier separation. The terms of the Warrants are governed by a Warrant
      Agreement, dated as of ______, 2008, between the Company and Continental Stock
      Transfer & Trust Company, as Warrant Agent, and are subject to the terms and
      provisions contained therein, all of which terms and provisions the holder
      of
      this certificate consents to by acceptance hereof. Copies of the Warrant
      Agreement are on file at the office of the Warrant Agent at 17 Battery Place,
      New York, New York 10004, and are available to any Warrant holder on written
      request and without cost.

     

    This
      certificate is not valid unless countersigned by the Transfer Agent and
      Registrar of the Company.

     

    WITNESS
      the facsimile seal of the Company and the facsimile signatures of its duly
      authorized officers.

     

    NEW
      ASIA
      PARTNERS CHINA CORPORATION

    CORPORATE

    SEAL

    DELAWARE

    


    
      	
               

            	
               

            	
               

            
	
              CHAIRMAN

            	
               

            	
              SECRETARY 

            


    

    


    Countersigned:

     

    
      	
                                                        
                                                

            	 	
            
	
              Transfer
                Agent and Registrar

            


    

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    New
      Asia Partners China Corporation

     

    The
      Company will furnish without charge to each stockholder who so requests, a
      statement of the powers, designations, preferences and relative, participating,
      optional or other special rights of each class of stock or series thereof of
      the
      Company and the qualifications, limitations, or restrictions of such preferences
      and/or rights.

     

    The
      following abbreviations, when used in the inscription on the face of this
      certificate, shall be construed as though they were written out in full
      according to applicable laws or regulations:

     

    
      	
              TEN
                COM – as tenants in common

              TEN
                ENT – as tenants by entireties

              JT
                TEN – as joint tenants with right of 

              survivorship
                and not as tenants in common

            	
               

            	
              UNIF
                GIFT MIN ACT -

            	
              ________Custodian
                ________

              (Cust)                          
                 (Minor)

              under
                Uniform Gifts to 

              Minors
                Act 

              ______

              (State)

            


    

     

    Additional
      Abbreviations may also be used though not in the above list.

     

    For
      value
      received, hereby sell, assign and transfer unto

     

    PLEASE
      INSERT SOCIAL SECURITY OR

    OTHER
      IDENTIFYING NUMBER OF ASSIGNEE 
      

     

      
        

      

    

    (PLEASE
      PRINT OR TYPEWRITE NAME AND ADDRESS, 

    INCLUDING
      ZIP CODE, OF ASSIGNEE)

    


    _____________
      Units represented by the within Certificate, and do hereby irrevocably
      constitute and appoint Attorney to transfer the said Units on the books of
      the
      within named Company with full power of substitution in the
      premises.

     

    Dated
      _______________

     

    Notice:
      The signature to this assignment must correspond with the name as written upon
      the face of the certificate in every particular, without alteration or
      enlargement or any change whatever. 

     

    Signature(s)
      Guaranteed:

     
      

    
      
        

      

    

    THE
      SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS,
      STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP
      IN
      AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO S.E.C. RULE
      17Ad-I5).